Velo Shelby Farms

Multifamily apartments in Memphis, TN — sponsored by Passco Companies

Minimum investment
$25k
Offering size
$51.1M
How much has sold
None sold yet
Asset type
Multifamily apartments
Location
Memphis, TN
Financing
All cash. This offering reports no mortgage debt.

Sponsor-reported, from SEC filings and cited sources.

Chapter 1

What is this, in one paragraph?

Velo Shelby Farms is a Delaware statutory trust (DST — fractional co-ownership of real estate that qualifies for 1031 exchange treatment) sponsored by Passco Companies, holding an apartment community next to Shelby Farms Park in Memphis, Tennessee, that Arlington Properties developed and built in 2021.2 One Form D sits on the SEC record, with no amendment since.1

Show sources (8)Hide sources (8)

These links support the historical public record; individual details may come from different sources.

On a 45-day clock? Find day 45 and day 180 from the sale date, then come back to this record.

Chapter 2

What exactly is the property?

Arlington Properties developed and built the community in 2021, adjacent to Shelby Farms Park in Memphis.2 On November 14, 2023, Arlington announced it had sold the property to Passco Companies; the announcement gave no price and no closing date.2 Passco's own portfolio page, stated current as of June 30, 2026, lists the property in Cordova, Tennessee, in the Memphis area.3 The property site gives the address as 599 Velo Drive.

Reported location
Memphis, TN
Property size
267 units
Chapter 3

Who is the tenant, and what's the lease?

This is an apartment community, so the rent comes from hundreds of individual resident leases turning over year by year, not from one corporate tenant on a long-term contract. Arlington Properties said it would retain management of the community when it announced the sale to Passco.2 The property's website now shows Fogelman branding under "Managed By".4

Chapter 4

How did it end?

What happened

No sale or other ending on record

Passco's official 'Our Properties' page, labeled 'Current managed portfolio as of June 30, 2026,' lists Velo Shelby Farms (Cordova/Memphis, TN) as part of the active portfolio, supporting still_operating for Passco Velo DST; no full-cycle sale or disposition announcement was found in reviewed sources [1][2][3][4].

The property site identifies Velo Shelby Farms at 599 Velo Drive in Memphis; Arlington Properties' sale announcement identifies it as a 267-unit community acquired by Passco, and no visited article stated that the DST itself was fully subscribed or closed.

267 units
Chapter 5

How is it financed, and what does it pay?

The Form D does not describe mortgage debt, and no reviewed public source names a lender or loan amount.1 Whether the Trust holds the property with financing or all-cash is therefore not established in the public record.

Chapter 7

What does the paperwork say?

The Trust reported a first sale on July 20, 2022, shortly before its Form D reached the SEC, and no amendment has followed.1 The exemption it was offered under permits public advertising but requires the sponsor to verify that every buyer is an accredited investor — someone who meets the SEC's income or net-worth tests.

  1. Form D filedFirst and latest filing on record.
Filings on record
1
How it may be offered
Rule 506(c)May be advertised publicly. Every buyer’s accredited status must be verified.

A Form D is the notice a sponsor files when it starts raising money. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.

DST interests are illiquid private securities. You may lose some or all of your investment. Distributions, tax treatment, and exit timing are not guaranteed. Review the current Private Placement Memorandum before investing.

Chapter 8

Common questions

What happened to Velo Shelby Farms?

Top1031 lists Velo Shelby Farms as historical. It is no longer raising money.

Where does Top1031 get the data for Velo Shelby Farms?

Top1031 builds this record from the sponsor’s own SEC filings and cited sponsor disclosures. Filings can lag what is happening now. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.

Can I still invest in Velo Shelby Farms?

The public record does not settle it. Only one Form D is on file, dated August 1, 2022, with no amendment since, and no reviewed source states that the offering was fully subscribed or closed. Passco's portfolio page, current as of June 30, 2026, still lists the property as one it manages.[3] Anyone mid-exchange should confirm current availability directly with the sponsor or their own representative.

Where exactly is the property?

The community sits at 599 Velo Drive in Memphis, Tennessee, immediately next to Shelby Farms Park, one of the largest urban parks in the country.[2] Passco's portfolio page lists the location as Cordova, Tennessee, a Memphis-area address for the same site.[3]

Who runs the property day to day?

Arlington Properties, the developer, said it would retain management of the community when it announced the sale to Passco Companies on November 14, 2023.[2] The property's leasing website currently displays Fogelman branding under "Managed By", though the reviewed materials do not establish when that relationship began.[4]

Is there a mortgage on the property?

The Form D does not disclose mortgage debt, and no reviewed public source names a lender, a loan balance, or a loan-to-value figure.[1] Debt terms for a DST are set out in the private placement memorandum (PPM), the offering document delivered to prospective investors, which is where an investor would find them.

Could this Trust convert into a REIT interest at the end?

Nothing in the reviewed record indicates a 721/UPREIT exit — the structure in which a DST's property is contributed to a REIT's operating partnership and investors receive partnership units instead of cash. The record here shows no such conversion feature.

How many residents live there, and what type of housing is it?

It is a conventional market-rate apartment community with studio through three-bedroom floorplans offered on its leasing site.[4] Income depends on occupancy and rent levels in the Memphis market rather than on a single tenant's credit.

Chapter 9

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